How Can Foreigners Establish a Company in Türkiye? (2026): Guide to Formation, Capital, Work Permits and Tax

What Is the Legal Basis for Foreigners to Establish a Company in Türkiye?

Law No. 4875 and the principle of equal treatment

Direct Foreign Investment Law No. 4875 (Doğrudan Yabancı Yatırımlar Kanunu) is based on freedom of investment and equal treatment for foreign investors who wish to invest directly in Türkiye. A foreign investor is not excluded from the general company formation regime merely because of being a foreigner. A foreign investor may use the company types provided in the Turkish Commercial Code, acquire shares and become a partner in an existing company. This principle does not mean unconditional freedom to operate in every sector; sector-specific laws, public security and the permits of the competent authorities are reserved. [1], [2]

A joint-stock or limited company established in Türkiye is a separate legal entity formed under Turkish law, even if all of its capital belongs to foreign persons. The nationality of the shareholders and the law governing the company's formation are different concepts. Foreign-capital companies are in general subject to the same commercial, tax, employment and social security obligations as Turkish companies; the additional information notifications under Law No. 4875 apply separately.

Company law, contracts and international labor force legislation

The commercial-law backbone of formation consists of Turkish Commercial Code No. 6102 (TTK), the Trade Registry Regulation (Ticaret Sicili Yönetmeliği) and the provisions on the articles of association. As regards the parties' pre-formation contracts, authority of representation, shareholder agreements and obligations, Turkish Code of Obligations No. 6098 applies; in representation and company relations with a foreign element, MÖHUK No. 5718 (Law on Private International and Procedural Law) is taken into account to the extent appropriate. For foreigners who will work in Türkiye, International Labor Force Law No. 6735 and its implementing regulations are the basic legislation; repealed Law No. 4817 must not be used as if it were a current basis. [2], [3]

Is a residence permit or a Turkish partner required for foreigners to be founders?

As a general rule, obtaining a residence permit in advance or having a Turkish citizen partner is not a condition for establishing a company. The founder may be a foreign natural person, a legal entity established abroad, or a combination of both. A foreigner may hold all of the shares in a suitable company type. Nevertheless, the special legislation governing the activity may impose conditions on the foreign capital ratio, licensing, foreign personnel or representation; the sector must therefore be reviewed before the partnership structure is set up. [1]

It may be possible for the founder to carry out the procedures without being in Türkiye through a power of attorney that is properly drawn up and sufficient in scope. However, the carrying out of registry procedures by proxy must be distinguished from the bank's requirement of personal attendance or additional verification for its customer due diligence, identity verification and signature processes.

Which Company or Business Structure Should a Foreign Investor Choose?

Limited company: partnership and managership structure

A limited company may be established by a single natural person or legal entity; the number of partners may not exceed 50. The capital shares and management are determined under the articles of association and the TTK provisions on limited companies. As a rule, the company's assets are liable for the company's debts; however, the special liability of limited company partners for public debts under Article 35 of Law No. 6183, the statutory-representative liability of managers and the capital commitment are assessed separately. Choosing a limited company does not eliminate all personal liability risks.

Under TTK Article 623, management and representation of the company belong to the managers; the requirement that at least one partner be appointed as manager, with a right to manage and an authority to represent the company, must be taken into account in the formation plan. Where this partner is a foreigner, the assessment of de facto management in Türkiye and of the work permit must also be made together.

Joint-stock company: board of directors and flexibility of share transfers

A joint-stock company may be established by a single natural person or legal entity. The management body is the board of directors. The shareholders' basic obligation is to fulfil their capital commitment to the company; separate acts giving rise to statutory-representative and personal liability are exceptions to this general rule. Investor entry and exit, share classes, privileges, financing and a future share transfer plan may influence the choice of a joint-stock company. However, it cannot be said that a joint-stock company is better in every case or that every share transfer is free of formalities; the transfer of registered shares, restrictions in the articles of association and the concrete transaction are examined.

General partnership, limited partnership, cooperative and sole proprietorship

The TTK does not regulate only joint-stock and limited companies. General partnerships, ordinary limited partnerships and limited partnerships with share-divided capital, as well as cooperatives under the relevant legislation, may also come into consideration. Unlimited-liability partnership in general partnerships and limited partnerships carries a risk that differs substantially from that of capital companies. A commercial business opened by a natural person in his or her own name is not the same as a limited company with legal personality; for a foreigner's own-name activity, the work permit, entry-to-profession and tax conditions must be assessed specifically.

Branch of a foreign company and liaison office: not to be confused

A company established abroad may open a branch in Türkiye. A branch is not an independent legal entity; it carries out commercial activity attached to the head office and may give rise to the relevant tax, trade registry and labor law obligations. A liaison office is a representation and research structure established with the permission of the Ministry of Industry and Technology, which must not carry out income-generating commercial activity in Türkiye. The existence of a liaison office does not give the right to sell freely or issue invoices in Türkiye. Initial permits may be granted for at most three years depending on the type of activity; the extension conditions and, for certain activities, the rule against extension are examined separately. [1], [8]

What Is the Minimum Capital for a Joint-Stock and Limited Company in 2026?

2026 capital amounts and payment periods

Formation and payment timing by company type

The basic minimum amounts applied to new company formations in 2026 are: TL 50,000 for a limited company, TL 250,000 for a joint-stock company, and TL 500,000 initial capital for a non-public joint-stock company that adopts the registered capital system. The amounts apply under TTK Articles 332 and 580 and Presidential Decision No. 7887. [4]

In joint-stock companies, at least one quarter of the cash capital committed is paid before registration, and the remainder within 24 months following registration. For limited companies there is no general obligation to deposit one quarter of the cash capital with a bank before registration; the committed cash capital may be paid within 24 months after registration. Capital in kind, special legislation, earlier payment conditions in the articles of association and the requirements of the registered capital regime are reserved. [1], [4]

Minimum company capital differs from the work permit capital requirement

The most common mistake is to assume that the TL 50,000 capital sufficient to establish a limited company is also sufficient to obtain a work permit for the foreign founder-manager. The current evaluation criteria of the Ministry of Labor and Social Security for foreigners who are company partners may, where the conditions are met, require at least TL 500,000 of paid-in company capital, a capital share of at least TL 500,000 for the foreign partner and a partnership share of at least 20%. Employment, transition-period rules and exceptions apply separately. These criteria are not a general minimum capital requirement for company formation; they are work permit evaluation criteria. [5]

Competition Authority share and other costs at formation

In the formation of joint-stock and limited companies, a Competition Authority share of four in ten thousand (0.04%) of the capital is collected. Since the collection method after 2024 may vary through MERSİS and the authorized collection unit, it should not be assumed that a separate bank transfer is necessarily required in every formation. Trade registry/chamber fees, translation, apostille, notarization, power of attorney, banking, registration and, where necessary, professional service costs are items separate from the capital. The total cost of formation cannot be reduced to a firm figure without seeing the city and the characteristics of the file. [1], [6]

Why does 31 December 2026 matter for older companies?

Checks for an investor entering an existing company through a share transfer

The capital requirement for newly established companies must not be confused with the capital adjustment timetable for low-capital companies established before 2024. Under TTK Provisional Article 15, 31 December 2026 is the final date for certain older companies, and failure to adjust may have serious consequences under company law. A foreign investor planning to become a partner in an existing Turkish company should also review the trade registry and the capital resolutions from this angle. [4]

How Is a Company Established in Türkiye? Step-by-Step Process

Preliminary review: business activity, partners, representation and address

At the first stage, the NACE code/business activity, sector permits, share distribution, company name, management and signing authorities, registered office, the legal usability of the business address and the required capital are planned. The number of foreign partners, whether the partners are natural persons or legal entities, and whether a partner will actually work in Türkiye must be determined before the registration is prepared. For tax liability, employment, lease and licensing, writing an address on paper and being legally permitted to operate at that address are not the same matter.

Articles of association and registration through MERSİS

The company formation application is prepared through MERSİS (Central Registry Recording System); the contract, partners, capital, management and business activity information are entered. Electronic data entry does not mean that the company acquires legal personality at the push of a button. Formation produces legal effect upon the completion of the required documents and signatures and registration with the trade registry. Registration, announcement and other notifications must follow in sequence. [1], [2]

Signatures, foreign ID, apostille, translation and power of attorney

For a foreign natural-person founder, the passport or an accepted identity document, its Turkish translation and the required tax/identity information are prepared; for a foreign legal-entity founder, a current certificate of activity/existence, the resolution of the management or competent body, the authority of representation and, where necessary, the power of attorney are prepared. Whether a document issued abroad can be used in Türkiye must be examined in terms of the apostille or consular authentication required by the country of issue and the type of transaction, together with the Turkish sworn translation and notarial approval. The same apostille route cannot be applied to all countries or all types of documents; bilateral agreements and possible exemptions from authentication are reserved.

A power of attorney must not be left vague with the wording only “authorized to establish a company.” The special powers required for the trade registry application, signing the contract, obtaining a tax number, capital transactions and dealings with the bank must be checked transaction by transaction. Under customer due diligence legislation, the bank may not be satisfied with the representative.

Bank, capital, Competition Authority share and registration

For the cash capital that must be paid in advance in a joint-stock company, an appropriate bank certificate is prepared. It must be remembered that the rule of paying one quarter in cash before formation does not apply to a limited company. The Authority share and the registry/chamber fees are paid through the correct collection channel. The application documents, the articles of association and the founder's identity/authority of representation must corroborate one another; the registry directorate may require missing documents to be completed. After registration, the company's trade name, MERSİS and registry information, and management and representation powers are verified.

Registry announcement, tax office and SGK procedures

The institutional notifications made by the trade registry to the tax administration and the Social Security Institution do not mean that the company's entire actual tax/SGK obligations are automatically completed. The tax certificate, inspection (yoklama), e-notification, electronic tax procedures, financial seal/e-signature, workplace notification, employee hiring registrations and the taxes within the scope of the activity must be followed up with the relevant administration. The registry announcement and the formation records are also checked separately. The company's books and documents system must also be set up from the first day of operation.

Documents for Foreign Natural Persons and Foreign Legal Entities

Document check for a foreign natural-person founder

• Passport or an identity document accepted by the relevant registry, and the required Turkish certified translation.
• Where available in Türkiye, the relevant residence/identity information; the required potential tax number.
• Verification of the partnership, capital and address information in the articles of association.
• If necessary, a properly drawn power of attorney, the representative's identity and signature documents.
• Special permits, professional qualifications and work permit documents tied to the relevant sector or position.

Because the number and form of documents may vary depending on current trade registry practice and the company type, fixed lists in the old article such as “four copies without fail” or “two passports for everyone” must not be applied without confirming the current registry procedure guide. [1], [7]

Additional documents for a foreign legal-entity founder

• An official certificate of activity or registry certificate showing that the founder legally exists in the foreign country and its current authorized representatives.
• The formation resolution of the body authorized to establish a company in Türkiye and to commit capital.
• The trade name, partnership ratio, capital amount and representation arrangement of the company to be established in Türkiye.
• The authorization of the natural person who will follow the transactions in Türkiye and, if necessary, a power of attorney.
• The information requested on the identity, representation and banking compliance of the company's founder and ultimate beneficial owner.

The signed body resolution concerning a foreign legal entity cannot be replaced by a certificate of activity alone; the authority of the person who adopted the resolution, the date and procedure of the resolution and the authentication/translation chain of the document must be verified. The founding company's articles of association abroad may determine the law on the competent body.

Capital in kind and special assets

When real estate, intellectual property rights or other assets in kind are contributed as capital, valuation, registry annotation and review of the rights over the asset come into play under TTK Article 343 and the relevant special provisions. Treating capital in kind like cash capital may lead to an obstacle to registration and later liability with regard to valuation, ownership or third-party rights. The areas in which a foreigner may acquire real estate in Türkiye and sector-specific restrictions must also be reviewed separately.

Management of the Company and the Foreign Partner's Work Permit

Becoming a partner in a company does not mean working

Becoming a partner in a company or purchasing shares does not, by itself, grant a work permit or residence permit. Actually serving as manager, senior executive, paid employee or day-to-day operations manager in the company may require a work permit under Law No. 6735, depending on the relevant status. It must be distinguished concretely whether the foreigner concerned is only an investor, a board member not resident in Türkiye, or an active company manager. [3], [5]

For which company partners and managers does a permit come into question?

According to statements of the Ministry of Labor and Social Security, the work permit regime is assessed for a manager who is a partner of a limited company, a board member who is a partner of a joint-stock company and the managing general partner of a limited partnership with share-divided capital. For a board member of a joint-stock company who does not reside in Türkiye and a company partner who has no managerial capacity, the legislation provides a work permit exemption. The concept of exemption must not be expanded to mean that, in every case, no document/procedure will be carried out or that actual work is possible. [3]

2026 special work permit criteria for company partners

Paid-in capital, capital share and partnership ratio

According to the Ministry's current evaluation criteria, in a work permit application on behalf of a foreigner who opens a new workplace or becomes a partner in a workplace subject to balance-sheet accounting, and subject to exceptions, the company may be required to have at least TL 500,000 of paid-in capital, the foreigner a capital amount of at least TL 500,000 and a partnership share of at least 20%. In addition, within the transitional rule for the first permit period, the requirement of employing at least five Turkish citizens every month from the beginning of the seventh month comes into play. A special criterion exception for partners with a capital share of USD 100,000 or more is regulated separately. [5]

Employment criterion and the 3 August 2026 exceptions

These amounts are not the mandatory capital for all companies at formation; they are conditions that matter for the assessment of the work permit application. In addition, certain employment and financial adequacy exceptions that entered into force on 3 August 2026 depend on limited conditions such as lawful stay in the last three years and the type of application. An exception cannot be applied automatically to every foreigner. The scope of an exemption must be assessed against the official criteria on the basis of the specific person's status and the date of application. [5]

Order of the work permit, residence, SGK and company registration

The founder must separate the role in the trade registry from the work that will actually be performed, and must plan the company's paid-in capital, partnership ratio and employment capacity before the work permit application. If a work permit is granted, the consequences for residence are assessed according to the nature and validity of the permit document. Insurance and employer notifications are carried out separately. The fact that the company has been registered does not mean that permission to actually work in Türkiye has been granted before the work permit application is concluded.

Tax and Accounting Obligations of a Company with Foreign Partners

Corporate tax, VAT, withholding and provisional tax

Joint-stock and limited companies established in Türkiye are, as a rule, corporate taxpayers. For the 2026 accounting period the general corporate tax rate is 25%; it is 30% for certain financial and regulated institutions, and separate rates/reductions may apply in statutory cases such as export or production earnings. Using the 22% general rate from the old article as the currently valid rate is not correct. [9]

Depending on the company's business activity, value added tax, tax withholding on wage and rent payments, stamp tax, provisional tax, special consumption tax or other tax obligations may arise. The periodic regulations and exceptions for 2026 are checked according to the filing period and the nature of the transaction. Opening a tax record does not mean that tax arises separately under each heading; the taxable event is the specific transaction.

Foreign natural-person partner, dividends and international tax

Distribution of company profit to a foreign person may raise issues of dividend withholding tax and the tax status of the foreign partner, separate from the taxation of corporate earnings. Tax residency in a foreign country, a double taxation treaty, the nature of the income and the conditions for credit vary according to the specific case. The fact that a company established in Türkiye has a foreign partner does not by itself remove the company's tax liability in Türkiye. Transfer pricing and related-party transactions must be examined, especially for companies trading with a head office abroad.

Tax record, e-notification, e-invoice and e-ledger

Besides the company's tax record and tax certificate, a working compliance system must be established for electronic notification, e-invoice/e-archive/e-ledger as applicable, accounting records, employee withholding and financial returns. Which electronic application becomes mandatory on which date may vary according to the company's transaction volume, business activity and published regulations. The system conditions of the Revenue Administration (GİB) should be taken as the basis; it should not be claimed that all electronic obligations arise on the same day for every new company.

New Regime for Electronic Commercial Books as of 1 January 2026

Which companies are subject to the ETDS requirement?

According to the announcement of the Ministry of Trade dated 18 December 2025, companies whose formation is registered with the trade registry from 1 January 2026 are required to keep the share ledger and the general assembly meeting and deliberation book through the Electronic Commercial Books System (ETDS). These books are opened in the system together with registration. Keeping the board of directors' resolution book electronically is left to the companies' choice within the framework of the announced regulation. [10]

Accounting books and company resolution books are not the same thing

The share and general assembly books in ETDS are separate from commercial books related to accounting, such as the journal, general ledger and inventory. The impression in the old article that all books will be physically notarized at formation is not correct for all companies newly established in 2026. TTK Article 64 and the relevant communiqués must be applied together; the person responsible for the electronic system, and access and recording authority, must be determined from the initial registration.

E-TUYS Notification for Foreign-Capital Companies

Annual activity notification and the end of May

For companies and branches within the scope of Law No. 4875, notification of annual activity information is regulated through E-TUYS (Electronic Incentive Application and Foreign Capital Information System). Under the relevant regulation, the activity information form must be recorded electronically by the end of May at the latest each year. Formation registration does not automatically complete this notification. [8]

Capital change, share transfer and list of partners

In foreign-capital companies, a capital increase/decrease, a share transfer and the entry of a foreign investor into the company may give rise to additional information-update obligations in E-TUYS. The regulation provides one-month notification periods for various transactions. A company's having a share transfer registered in the trade registry alone does not in every case end the obligation under the foreign capital information system. Signatures and user authorization must also be managed separately in the electronic system. [8]

Opening a Bank Account and Cross-Border Payment Security

Distinction between a personal account and a company account for a foreign partner

The founder's personal account, the capital account of a company not yet formed, and the commercial bank account opened in the company's name after registration are not the same legal account. The bank may carry out identity, address, tax number, representation, company documents and risk assessment for each account. The situation in which a certificate from the bank is required for the company's capital must be handled separately from the opening of a general operating account.

Know your customer, ultimate beneficial owner and source verification

Under banking and anti-money-laundering legislation, financial institutions may investigate the ultimate beneficial owner, the chain of ownership, the source of funds, the purpose of the transaction and the persons authorized to represent. Additional documents and review should be expected in the application of an investor with a multi-layered ownership structure through a company established abroad. Obtaining a potential tax number does not impose an unconditional obligation on the bank to open an account.

Russia-linked investment and applicable sanctions

Distinction between freedom of formation and payment and export control

A Russian citizen establishing a company in Türkiye is not, as a rule, prohibited merely because of nationality. However, being established under Turkish law does not make the company automatically exempt from international sanctions, export controls, sanctions lists, correspondent bank policies or ultimate beneficial owner reviews. The person concerned, the bank, the goods, the country, the money transfer route and the links of the transaction must be assessed separately. The fact that some Türkiye-based companies were placed on sanctions lists in the European Union's announcement of October 2026 concretely shows that the old generalization that “being a Turkish company places it outside sanctions” is not correct. [11]

Companies Requiring Ministry Permission and Sector Licenses

Ministry of Trade permission for company formation

A general prior Ministry permission is not required for the formation of every joint-stock or limited company. By contrast, there are special categories in which formation or an amendment to the articles of association depends on Ministry of Trade permission for banks, insurance, financial leasing, factoring, asset management, joint-stock holding companies, authorized foreign exchange institutions, independent audit and certain other activities. Because the list may change, the relevant Communiqué and the official Ministry announcement should be taken as the basis. [6]

An operating license and local permit may also be required

A formation permit and a license to begin operations are different. In health, tourism, education, finance, transport, security, free-zone operation, energy and similar fields, depending on the business activity, the favorable opinion of the relevant regulatory authority, a workplace opening license or special professional conditions may come into play. Commencing commercial activity by a company that has been registered without holding the required operating license may create administrative and financial risk. For foreign investors, the strategic review should therefore be made through the operating permits before the trade name.

Establishing a Liaison Office and Benefiting from Investment Incentives

For what purpose can a liaison office be opened?

A liaison office option exists for foreign companies' non-profit-generating activities in Türkiye such as market research, representation and business development. This structure depends on the permission of the Ministry of Industry and Technology. The initial permit is granted for at most three years, depending on the activities in the application. A liaison office turning into commercial sales, deviating from the permitted activity and failing to submit annual reports create a risk for the permit. [1], [8]

2025–2026 investment incentive system

Investment incentive decision No. 2012/3305, mentioned in the old article, must not be used as the current basic text for new investments. A transition to the new incentive system was made with Presidential Decision No. 9903 dated 29 May 2025, and Communiqué No. 2025/1 regulates the implementation procedures. The transitional provisions of previous documents are reserved separately. Benefiting from incentives does not occur automatically merely by establishing a company with foreign partners; the subject, location and capacity of the investment, the incentive certificate and other conditions are assessed separately. [12]

KVKK, Commercial Electronic Messages and Internal Company Compliance

Personal data processing and VERBİS

For companies with foreign partners, obligations concerning notices, data security, retention, conditions for processing and cross-border transfer may arise under Personal Data Protection Law No. 6698 (KVKK) with regard to the data of customers, employees, suppliers and visitors. Because the obligation to register with VERBİS (Data Controllers Registry Information System) depends on the company's status as a data controller and on the relevant exemptions/criteria, an automatic registration result should not be inferred for all new companies. A data processing inventory and an analysis of actual processes should be carried out at the formation stage.

İYS and commercial electronic messages

The Commercial Electronic Message Management System (İYS) may apply in commercial electronic message consent and opt-out processes. The recipient's status, the type of message, exceptions and the relevant e-commerce regulations affect whether notification is required. The approach in the old article of “prior consent for all commercial messages without exception” is not correct; matters such as the consumer/merchant distinction, an existing customer relationship and transactional information must be examined separately.

Partnership agreement, trade secrets and management control

For the foreign investor, the real risk is not only a delay in the company's registration. Share transfer limits, management and representation authority, financing contributions, intellectual property, bank transaction approval, related-party transactions, profit distribution, dispute resolution and the exit mechanism should be regulated in an integrated way in the formation contract or in a separately prepared shareholders' agreement. The form of representation in the signature circular may in practice limit or exceed the signing authority agreed in the contract; registered authorities and internal resolutions must be consistent.

Which Risks Should Be Reviewed at Formation and Which Documents Should Be Retained?

Pre-formation legal review checklist

• Has the founder's capacity as natural person/legal entity, citizenship/country of incorporation and signing authority been verified?
• Is there a foreign capital limitation or special permit for the sector of activity?
• Is the choice of limited/joint-stock/branch justified in terms of tax and liability risks?
• Has the company capital been allocated, together with the higher amounts that may be required for the foreign manager's work permit?
• Have the actual shareholding, ultimate beneficial owner, source of financing and banking suitability been reviewed?
• Are representation, veto, profit distribution and exit mechanisms clear in the articles of association and in any shareholders' agreement?
• Have the apostille/authentication, translation, date and representation consistency in foreign documents been checked?
• Have the persons responsible for registration, post-formation tax/SGK, ETDS, E-TUYS, KVKK and the sector calendar been appointed?

Legal remedies in disputes over erroneous registration, representation and the registry

Objection to or correction of a trade registry entry depends on the nature of the decision made and on procedure. Provisions of the formation contract, invalidity between partners and share transfer disputes, annulment/nullity of board or general assembly resolutions and disputes over authority of representation may give rise to separate types of action. It cannot be claimed that there is a single court, a single time limit or a single legal route for every dispute. The nature of the dispute as a commercial action arising from company law, the effect of registration, jurisdiction, mandatory mediation as a condition of suit and the time limit for application are examined on the basis of the specific claim.

The 30/90-day post-formation check approach

In the first period after formation, an institutional internal control calendar can be created without behaving as if the official legislation had a single “30/90-day” rule. In the first 30 days, the trade registry and tax records, the bank, authorities and the accounting system are checked; in the following period, the work permit application preparation, sector license, personnel notifications, KVKK, data security, E-TUYS and shareholder records are checked. However, statutory application and notification periods take precedence over this internal plan. If a period has started to run, the internal follow-up date is not awaited.

Conclusion

It is generally possible for a foreigner to establish a company in Türkiye, and as a rule there is no requirement for a Turkish partner or a prior residence permit. Nevertheless, registration of the company does not by itself secure the foreign partner's work permit, the definitive opening of a bank account or a special operating license. The most sound order of work is to begin with the investment's business and management plan and determine the company type and capital structure; make the foreign documents valid; complete MERSİS and the trade registry; and then verify tax, SGK, electronic books, E-TUYS, banking and work permit procedures separately. In particular, if the work permit capital criteria and the ETDS rules are overlooked in 2026, serious delay and sanction risk may arise in commencing operations even though the company has been established.

Frequently Asked Questions

Can a foreigner establish a company in Türkiye alone?

Yes. Provided that the relevant company type and business legislation are complied with, a foreign natural person or legal entity may establish a joint-stock or limited company as the sole founder; as a rule, a Turkish partner is not mandatory.

Is a residence permit needed to establish a company in Türkiye?

There is no general prior residence permit requirement to be a founder or a passive partner. However, actually working or being present in Türkiye brings other permit and status rules into play.

Can a company be established without coming to Türkiye?

Formation procedures can be followed through a power of attorney of appropriate scope. Nevertheless, additional verification may be required at the stages of signature, bank customer due diligence or sector permit.

Can a foreign investor hold 100 percent of the shares?

As a rule, yes. Foreign capital, licensing and partnership restrictions in private sector legislation are checked separately.

What is the minimum capital for a limited company in 2026, in TL?

TL 50,000. This amount is the general minimum capital for formation; higher financial criteria may apply in the work permit assessment of a foreign company partner.

What is the minimum capital for a joint-stock company in 2026, in TL?

TL 250,000. For non-public joint-stock companies that adopt the registered capital system, the minimum initial capital is TL 500,000.

Is one quarter of a limited company's capital deposited before registration?

Generally no. In a limited company, all of the cash capital may be paid within 24 months following registration; special contract and capital-in-kind situations are examined separately.

When is capital paid in a joint-stock company?

At least 25% of the cash commitment is paid before registration, and the remainder is generally paid within 24 months. Capital in kind and special regime conditions may differ.

Is it faster to establish a company with a Turkish partner?

The absence of a mandatory Turkish partner does not make such a choice a general procedural rule. The real need for a partnership and the representation plan must be assessed; a nominal partnership solely to facilitate the transaction is risky.

Must a foreign company manager obtain a work permit?

For a partner-manager of a limited company who actually works, a work permit generally comes into question. The foreigner's role, permit exemptions and the current evaluation criteria are examined separately.

Is a limited company's TL 50,000 capital sufficient for a work permit for a foreign manager?

It cannot be assumed to be sufficient on its own. Special criteria such as at least TL 500,000 of paid-in capital and the foreign partner's share may apply in the work permit assessment.

Must a new company employ five Turkish citizens from day one?

Not in every case. The work permit criteria for a foreign company partner contain a special rule on the first permit period and the beginning of the seventh month; exceptions may also exist.

Does a MERSİS application mean the company has been established?

No. MERSİS is the electronic preparation and registry transaction system for formation; for legal personality, registration with the trade registry is decisive.

Are apostilled documents required from foreign companies?

Depending on the country and type of document, an apostille, consular authentication or an exemption may apply. The conditions of Turkish translation and notarial approval must be checked for the relevant registry transaction.

Does establishing a company automatically get a bank account opened?

No. The bank may make a separate acceptance assessment regarding the partnership, ultimate beneficial owner, source of funds, authority of representation and the legislation.

Can Russian citizens establish companies in Türkiye?

As a rule, yes. However, sanctions, export controls, correspondent bank and ultimate beneficial owner reviews must be carried out separately for the specific transaction.

What rate of corporate tax does a company with foreign partners pay?

In 2026 the general corporate tax rate is 25%. It is 30% in certain sectors, and reduced rates may apply to some earnings.

Do companies newly established in 2026 keep the share ledger electronically?

Yes. For companies registered from 1 January 2026, the share ledger and the general assembly meeting and deliberation book are kept electronically within ETDS.

When is activity reported in E-TUYS?

Foreign-capital companies and branches within the scope record their annual activity information in the system, in general, by the end of May at the latest. There are separate periods for capital and partnership changes.

What is the biggest difference between a branch and a liaison office?

A branch may carry out commercial activity; a liaison office is established, with Ministry permission, for representation and research outside commercial activity. A liaison office is not the same as an independent company.

Does a company with foreign partners benefit automatically from investment incentives?

No. The supports under Decision No. 9903 depend on the subject and location of the investment and the specific incentive conditions.

Which companies' formation is subject to Ministry permission?

Some banking, insurance, finance and other special joint-stock companies are on the permit list. The company's formation permit and operating license must be examined separately.

How many days do formation procedures take?

There is no single guaranteed period. Preparation of documents, authentication abroad, registry application, and bank and sector permit procedures may conclude in different periods.

What are the most important steps after the company is established?

Checking tax and SGK records, electronic books and e-notification, bank/representation procedures, E-TUYS, KVKK and, where necessary, completing the work permit and special licenses.

Sources

1. Presidency Investment Office (Cumhurbaşkanlığı Yatırım ve Finans Ofisi), İş Kurma / Establishing a Business, types of establishment, foreign founder documents, registration, branch and liaison office. invest.gov.tr
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